Chap. 413.—An ACT to incorporate the Harrisonburg Mutual Telephone Company.
Approved March 29, 1902.

1. Be it enacted by the general assembly of Virginia, That Walter C.
Switzer, John A. Switzer, S. B. Switzer, G. R. Eastham, and J. P.
Mauzey, and such other persons as are now or may hereafter be associated
with them, and their successors or assigns, be, and are hereby, constituted
and declared a body corporate and politic under the name and style of
Harrisonburg Mutual Telephone Company, with all the rights, privileges,
and labilities of like corporations, or other works of internal improve-
ment, under the laws of this Commonwealth.

2. The said company is incorporated for the purpose of conducting a
general telephone and telegraph business, or either, and shall have the
power to acquire, construct, equip, maintain, and operate telephone and
telegraph lines, with the necessary and convenient exchanges and appli-
ances, and establish and maintain offices, agencies, and exchanges in the
county of Rockingham and town of Harrisonburg, Virginia, and in any
other counties, towns, and cities of this State, and erect, construct, and
maintain its poles, wires, subways, underground conduits, cables, lines,
and any other electrical conductors and apparatus along any of the public
roads and highways therein without obstructing the same, and along the
strects and alleys of the towns and cities therein, with the consent of the
board of supervisors of the counties or the councils of the cities and towns,
or the other proper authorities, and also through any private lands, with
the consent of the owner thereof: provided, that the lines acquired, con-
structed, or maintained under authority granted in this act shall be con-
nected with the system of said company maintained in Rockingham
county.

3. The said company shall have the right to receive and deliver
messages for compensation, and to charge for the use of its lines or other
apparatus, and to make such by-laws for the government and conduct of
said company as may be consistent with the laws of Virginia, and shall
also have the right to acquire, by purchase, lease, condemnation, or other-
wise, in acordance with the general laws of Virginia on that subject, and
to hold and thereafter to sell, or otherwise dispose of, all real estate and
casements necessary or proper for the convenient establishment, erection,
and maintenance of such lines of poles and wires, underground conduits,
subways, and submarine cables, together with the necessary or conven-
ient fixtures, offices, exchanges, terminals, or other facilities, and for the
general conduct of its business, and any other purposes and uses of said
company; the real estate to be held by said company not to exceed ten
acres in any one county or city in which it operates.

4. The capital stock of said company shall not be less than five thou-
sand dollars nor more than twenty-five thousand dollars, divided into
shares of par value of one hundred dollars each. Subscriptions to the
capital stock may be payable either in money, land, labor, services, mate-
rial, rights, or other property, or in the capital stock of other telephone or
telegraph companies, upon such terms and conditions as may be agreed
upon between the said company and the subscriber.
ACTS OF ASSEMBLY. 417

5. The management of the company shall be vested in a board of direc-
tors composed of five stockholders, of whom the president and vice-presi-
dent shall be two, with the right to increase the number to not more than
nine by a vote of the stockholders in general meeting. ‘The board of
directors, after the first year, shall be elected annually by the stockhold-
ers in general meeting. The president and vice-president, after the first
year, and all other officers shall be elected by the board of directors, which
shall also fill all vacancies occurring in ita own body. The officers of said
company shall be president, vice-president, secretary, treasurer, general
manager, and board of directors.

6. The said company shall have authority to subscribe to or to purchase
and to hold stock in any other joint-stock company, whether organized
under the laws of this State or some other State or country, and whether
such other joint-stock company be engaged in a similar business or not.
Any stock so held in another company shall be voted as the board of direc-
tors may appoint.
~ Y. A general meeting of the stockholders may be called by the board of
directors, or by stockholders holding together one-tenth of the capital
stock, by giving ten days’ notice thereof, published at least three times
before said meeting in one of the daily newspapers of the county of Rock-
ingham. And the first general meeting of the stockholders for organiza-
tion, adoption of by-laws, and other preliminary measures, after the
granting of this charter, may be called by the president by publishing
one week’s notice thereof in one of the daily newspapers of the county of
Rockingham, or by one week’s notice in writing personally served on
each stockholder.

8. The company may dispose of the whole or any part of its property,
however acquired, by sale, lease, or otherwise; may borrow money for its
purposes, and may issue its notes and bonds therefor, and may secure the
payment of the same by mortgage or deed of trust upon the whole or any
part of its property, works, rights, franchises, and privileges, or otherwise.

9. The powers of the company may be exercised by the board of directors
or any duly authorized committee thereof in all cases where the by-laws
of the company do not prohibit the exercise of such powers by the board.
And all such powers 80 exercised by the board of directors, or any com-
mittee thereof, shall be as binding on the company as if authorized by
the stockholders in general meeting.

10. This charter is granted on the express condition that all taxes,
debts, and demands due by it to the Commonwealth of Virginia shall be
paid in legal tender of the United States, and not in coupons.

11. The chief office of the company shall be kept in the town of Har-
risonburg. The officers who for the first year are to manage the affairs
of the company, or until their successors have qualified, shall be as fol-
lows—to-wit: President, J. A. Switzer; vice-president and general man-
ager, W. C. Switzer; directors, besides the president and vice-president,
G. R. Eastham, J. p. Mauzey, S. B. Switzer.

12. This act shall be in force from its passage.